This study will focus on the evolution of the nocturnal boundary layer and its interaction with the MCS. While no severe reports were received during this period, the ability of the storm to persist through the nocturnal period is of interest. As part of the ABIDE-III project, assets from UAH were deployed to sample the storm and environment as it passed over northern Alabama during the predawn hours. In addition to WSR-88D data, radar data from the Advanced Radar for Meteorological and Operational Research (ARMOR) C-band polarimetric and Mobile Alabama X-band (MAX) polarimetric radars are utilized to construct the 3-D wind field as the MCS propagated through the triple Doppler network. Additionally, the Mobile Integrated Profiling System (MIPS) deployed within the Doppler network acquired high temporal measurements (6 Hz) from a vertically pointing X-band radar, LIDAR ceilometer, 915 MHz Doppler wind profiler, a microwave profiling radiometer, and a mobile sounding platform which launched four soundings in the pre-storm environment. This multi-sensor approach is used to (a) document the destabilization of the NBL as the MCS approached the observational network and (b) characterize the mode of propagation and internal structure of convective elements within the MCS as it passed over the MIPS location and triple Doppler network.